Proposed issue of securities

Announcement Summary

For personal use only

Entity name

COMPLII FINTECH SOLUTIONS LTD

Announcement Type

New announcement

Date of this announcement

6/6/2022

The Proposed issue is:

A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

Maximum Number of

ASX +security code

+Security description

+securities to be issued

New class-code to be

Unquoted options

1,388,889

confirmed

New class-code to be

Unquoted options

722,222

confirmed

CF1

ORDINARY FULLY PAID

94,287,646

Proposed +issue date

8/8/2022

Refer to next page for full details of the announcement

Proposed issue of securities

1 / 9

Proposed issue of securities

Part 1 - Entity and announcement details

For personal use only

1.1 Name of +Entity

COMPLII FINTECH SOLUTIONS LTD

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2

Registered Number Type

Registration Number

ABN

71098238585

1.3

ASX issuer code

CF1

  1. The announcement is New announcement
  2. Date of this announcement

6/6/2022

1.6 The Proposed issue is:

A placement or other type of issue

Proposed issue of securities

2 / 9

Proposed issue of securities

Part 7 - Details of proposed placement or other issue

only

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other

type of issue can proceed on an unconditional basis?

Yes

use

7A.1a Conditions

Approval/Condition

Date for determination

Is the date estimated or

** Approval

Other (please specify in

5/8/2022

actual?

received/condition met?

Estimated

comment section)

No

Comments

On 6 June 2022, Complii announced that it had signed a Bid Implementation Agreement (BIA) with Registry Direct Limited

personal

(Registry Direct) which sets out the terms on which the Company will offer to acquire all of the fully paid ordinary shares in

Registry Direct by way of an off-market takeover. The indicative timetable is disclosed in the announcement.

Part 7B - Issue details

Is the proposed security a 'New

Will the proposed issue of this

class' (+securities in a class that is

+security include an offer of

not yet quoted or recorded by ASX)

attaching +securities?

or an 'Existing class' (additional

No

securities in a class that is already

quoted or recorded by ASX)? Existing class

Details of +securities proposed to be issued

For

ASX +security code and description

CF1 : ORDINARY FULLY PAID

Number of +securities proposed to be issued

92,898,757

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

No

Proposed issue of securities

3 / 9

Proposed issue of securities

Please describe the consideration being provided for the +securities

Shares to be issued pursuant to the Takeover Offer of Registry Direct as announced on 6 June 2022.

only

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

8,732,486.160000

Will these +securities rank equally in all respects from their issue date with

the existing issued +securities in that class?

Yes

use

Is the proposed security a 'New

Will the proposed issue of this

class' (+securities in a class that is

+security include an offer of

not yet quoted or recorded by ASX)

attaching +securities?

or an 'Existing class' (additional

No

securities in a class that is already

quoted or recorded by ASX)?

personal

New class

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from

Will the entity be seeking quotation

ASX that the terms of the proposed

of the 'new' class of +securities on

+securities are appropriate and

ASX?

equitable under listing rule 6.1?

No

No

ASX +security code

+Security description

New class-code to be confirmed

Unquoted options

+Security type

Options

For

Number of +securities proposed to be issued

1,388,889

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration?

No

Please describe the consideration being provided for the +securities

The Company has agreed to offer 4.5 unquoted options for every one Registry Direct option held at the register date (subject to rounding and satisfaction or waiver of the conditions to the Takeover Offer).

Proposed issue of securities

4 / 9

Proposed issue of securities

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

Will all the +securities issued in this class rank equally in all respects from

only

their issue date?

Yes

Options details

+Security currency

Exercise price

Expiry date

use

AUD - Australian Dollar

AUD 0.0675

31/5/2023

Details of the type of +security that will be issued if the option is exercised

CF1 : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One fully paid ordinary share (ASX:CF1)

personal

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities

proposed to be issued or provide the information by separate announcement.

Refer to ASX announcement dated 6 June 2022

Is the proposed security a 'New

Will the proposed issue of this

class' (+securities in a class that is

+security include an offer of

not yet quoted or recorded by ASX)

attaching +securities?

or an 'Existing class' (additional

No

securities in a class that is already

quoted or recorded by ASX)?

New class

Details of +securities proposed to be issued

For

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from

Will the entity be seeking quotation

ASX that the terms of the proposed

of the 'new' class of +securities on

+securities are appropriate and

ASX?

equitable under listing rule 6.1?

No

No

ASX +security code

+Security description

New class-code to be confirmed

Unquoted options

+Security type

Options

Proposed issue of securities

5 / 9

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Complii Fintech Solutions Ltd. published this content on 05 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 June 2022 23:31:11 UTC.